RumbleOn, Inc. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by RumbleOn, Inc. (RMBL) on May 22, 2023. The filing discloses a material change in the Company's independent registered public accounting firm. The Company is incorporated in Nevada and its principal executive offices are located in Irving, Texas.
Key Financial Metrics
This filing does not contain revenue, profit, cash flow, margin, debt, or liquidity metrics. The document focuses exclusively on the change in the Company's certifying accountant.
Material Changes
- Accountant Departure: Grant Thornton LLP advised the Company on May 22, 2023, that it would not stand for re-appointment as the independent accountant for the fiscal year ending December 31, 2023.
- Transition Plan: Grant Thornton will continue its engagement for the quarterly periods ending June 30, 2023, and September 30, 2023, if requested. The Company has initiated the process to evaluate replacement firms.
- Historical Relationship: Grant Thornton served as the independent accountant since May 26, 2022, and audited the financial statements for the year ended December 31, 2022.
Outlook, Risks, and Contingencies
Audit Opinions and Disagreements:
- Grant Thornton's audit report for the year ended December 31, 2022, did not contain an adverse opinion, disclaimer, or qualification regarding the financial statements themselves.
- However, Grant Thornton issued an adverse opinion on the effectiveness of the Company's internal control over financial reporting as of December 31, 2022, due to a material weakness disclosed in the Company's Form 10-K.
- There were no "disagreements" or other "reportable events" between the Company and Grant Thornton during the relevant periods, aside from the aforementioned internal control issue.
Investor Verification Checklist
- Verify the timeline for appointing a new independent registered public accounting firm.
- Review the Company's Form 10-K for the year ended December 31, 2022, to understand the specific material weakness in internal controls that led to the adverse opinion.
- Monitor future filings for the identity of the new auditor and any potential restatements or additional disclosures related to the transition.
- Confirm that the departure of Grant Thornton was not precipitated by undisclosed disagreements on accounting principles or financial statement disclosures.